Director Shareholding

3i Group PLC
01 September 2003



The Listing Rules - Chapter 16, Paragraph 16.13



As potential beneficiaries of The 3i Group Employee Trust (the 'Trust') all
employees of 3i Group plc and its subsidiaries have an interest in all the
shares ('Shares') of 50p each in the Company held by the Trust for the purposes
of section 324 Companies Act 1985.  These employees include the executive
directors of 3i Group plc: Brian Larcombe, Martin Gagen, Michael Queen and Rod
Perry (the 'Directors').



On 28 August 2003, participants (including one Director) exercised options under
the Company's Management Equity Investment Plan ('MEIP'), to acquire from the
Trust 162,382 Shares: 61,404 Shares at a price of £nil per Share; 68,047 Shares
at a price of £5.155 per Share and 32,931 Shares at a price of £6.63 per Share.



The Director who exercised an option under MEIP was Brian Larcombe who exercised
options, to acquire from the Trust 28,661 Shares at a price of £5.155 per Share
and who subsequently sold 28,661 Shares at a price of £6.32 per Share.



Each of the Directors notified 3i Group plc of the changes in his interest in
these Shares on 29 August 2003.




                      This information is provided by RNS
            The company news service from the London Stock Exchange